Hercules and Iolaus are helping their artist friend, Thanis. At the local market Thanis gets into an argument with a shopkeeper. While Iolaus is loading the wagon with Thanis' supplies, he sees Thanis attack the shopkeeper and run off with his money. Iolaus goes to help the shopkeeper as Thanis comes back. Thanis protests his innocence, but the villagers want to kill Thanis to set an example for other thieves. Hercules arrives just as one of the crowd throws a rock at Thanis.
The man says they want justice, but Hercules says killing a man for stealing is not justice. Hercules says they will let the magistrate handle the trial. Hercules and Iolaus convince the magistrate to give Thanis a fair trial, and will defer punishment; if Hercules and Iolaus can find proof that Thanis is innocent he will be freed.
Hercules talks to the shopkeeper, Trilos to try to discover the real culprit. Iolaus heads back to the farm to tell Daniella, Thanis' daughter about what has happened. While Hercules is walking through the village, Hercules is warned by a soothsayer to leave. She says that tragedy is in the air, disappearing in a puff of smoke.
Iolaus and Daniella set off to the village. When they arrive, Hercules tells Iolaus they have trouble and he runs off with Iolaus following close behind. Daniella visits her father in jail, promising that she will not let them hurt him. A man from the village, Bornus comes to the cell to inform Thanis that he will carry out Thanis' punishment.
When Iolaus catches up with Hercules, he finds him kissing Daniella. Later, Hercules and Iolaus have a disagreement about him kissing Daniella. Hercules denies kissing her and Iolaus tells him not to lie to him. Hercules is confused by Iolaus words and goes after him, but loses him. Hercules becomes suspicious that something strange is going on in the village.
He goes looking for Iolaus. Iolaus hiding in a bush, attacks Hercules and the two men fight. As they fight, Iolaus comes walking around the corner and Hercules realizes the "Iolaus" he has been fighting is really Proteus, a god who can change his form to that of any living being.
Back at Thanis' farm, Daniella tells Hercules and Iolaus why Proteus is causing trouble. Hercules says he will find Proteus so they can save Thanis from being killed. Later, Thanis is taken from his cell to give him his punishment: having his hands cut off. Hercules tells Trilos the real culprit is Proteus and begs him to get the magistrate to extend the time to capture Proteus.
Meanwhile, Daniella tries to seduce Hercules and as she goes to kiss him she tries to kill him, Hercules captures her and realizes that it is Proteus. While Hercules takes him to the magistrate, Proteus changes into Hercules' form and the two Hercules begin fighting. At the trial, Iolaus stops the punishment asking them to hear Daniella's story. She tells them that Proteus was responsible not her father. The magistrate tells Daniella that she needs proof.
Elsewhere, the two Hercules continue fighting, at the trial Iolaus fight Bornus, but is then restrained by the guards. Hercules manages to beat Proteus by showing him his reflection, and he reverts to his true form. He says he only wanted someone to love him, Hercules says he cannot force that and that people can only be themselves. He says that Hercules is his only friend and that he has done terrible things. Hercules says it is not to late to make amends.
As Bornus prepares to cut off Thanis' hands, Daniella faints and Iolaus breaks free of the guards and fights them but they restrain him again. Hercules catches the sword before it cuts off Thanis' hands and present Proteus to the magistrate. Proteus confesses to the crime, but the crowd laugh and the magistrate ask how can they believe that Proteus is really a god.
Hercules tells him to show the people, and Proteus transforms into various people. The magistrate sets Thanis, Iolaus and Daniella free. When Iolaus hears some people in the crowd saying awful things about Proteus, he stands up to them, telling them to give him a break, Hercules says they should judge Proteus for admitting his crimes even though he knew people would laugh at him and not judge him by the way he looks. Proteus asks Daniella for her forgiveness and she says that everything is ok and thanks him for confessing. Before Proteus leaves, Daniella touches his cheek tenderly and he kisses her hand. He then turns into a dove and flies away. Thanis says that he will create a statue in memorial for his and Iolaus' help.